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                                                                    Exhibit 10.7

                                                                [EXECUTION COPY]

                 SECOND AMENDMENT, ACKNOWLEDGMENT AND SUPPLEMENT
                           TO UNIT PURCHASE AGREEMENT

     This Second Amendment, Acknowledgment and Supplement to Unit Purchase
Agreement (this "AMENDMENT AND SUPPLEMENT"), dated as of April 6, 2004, is made
to the Unit Purchase Agreement, dated as of February 6, 2004, by and among
Medtech/Denorex, LLC, a Delaware limited liability company (n/k/a Prestige
International Holdings, LLC, the "COMPANY"), GTCR Fund VIII, L.P., a Delaware
limited partnership, GTCR Fund VIII/B, L.P., a Delaware limited partnership,
GTCR Co-Invest II, L.P., a Delaware limited partnership, and the TCW/Crescent
Purchasers (as defined therein), as amended by the First Amendment,
Acknowledgment and Supplement to Unit Purchase Agreement (the "FIRST
AMENDMENT"), dated as of the date hereof, by and among the Company, GTCR Fund
VIII, GTCR Fund VIII/B, GTCR Co-Invest, GTCR Capital Partners and the
TCW/Crescent Purchasers (the "AGREEMENT"). Each capitalized term used herein but
not otherwise defined shall have the meaning ascribed to such term in the
Agreement.

     WHEREAS, the Company has indirectly acquired all of the outstanding shares
of capital stock of Bonita Bay Holdings, Inc., a Virginia corporation and
ultimate parent of Prestige Brands International, Inc. (the "ACQUISITION"); and

     WHEREAS, the undersigned desire to amend certain terms of the Agreement,
add the TCW/Crescent Lenders (as defined below) as a party to the Agreement,
make certain acknowledgments with respect to the Agreement and reaffirm the
other terms and provisions of the Agreement in order to better reflect the
intent of the undersigned after giving effect to the Acquisition; and

     WHEREAS, the TCW/Crescent Purchasers desire to purchase, and the GTCR
Purchasers and GTCR Capital Partners desire to sell to the TCW/Crescent
Purchasers, an aggregate of 1,367,232 Common Units and 4,188.976 Class B
Preferred Units for an aggregate purchase price of $4,380,787.

     NOW, THEREFORE, effective immediately following the consummation of the
Acquisition, the undersigned, intending to be legally bound, hereby agree as
follows:

                              AMENDMENT PROVISIONS

1.   The following defined terms (and related definitions) shall be added to the
     Agreement:

     (a)    "TCW/CRESCENT LENDERS" means collectively, TCW/Crescent Mezzanine
            Partners III, L.P., a Delaware limited partnership, TCW/Crescent
            Mezzanine Trust III, a Delaware business trust, and TCW/Crescent
            Mezzanine Partners III Netherlands, L.P., a Delaware limited
            partnership, any of their Affiliates or any investment fund for whom
            Trust Company of the West or any Affiliate of Trust Company of the
            West acts as an account manager.

2.   The definitions for each of the following defined terms in the Agreement
     shall be deleted in their entirety and amended and restated as follows:

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     (a)    "PURCHASERS" means the GTCR Purchasers, the TCW/Crescent Purchasers,
            GTCR Capital Partners and the TCW/Crescent Lenders (and each
            individually a "PURCHASER").

3.   The last sentence of Section 1.B(b) of the Agreement shall be deleted in
     its entirety and amended and restated as follows:

     Notwithstanding anything to the contrary herein, the aggregate amount of
     Securities which the TCW/Crescent Purchasers or TCW/Crescent Lenders, as
     the case may be, are collectively purchasing hereunder (or which the
     TCW/Crescent Purchasers (or their transferees) or the TCW/Crescent Lenders
     (or their transferees), as the case may be, are collectively selling
     pursuant to the repurchase provisions hereunder) shall be allocated among
     the TCW/Crescent Purchasers or TCW/Crescent Lenders, as the case may be, in
     accordance with the allocation percentage opposite each TCW/Crescent
     Purchaser's name under the heading "TCW/Crescent Purchaser Allocations" on
     the "Schedule of TCW/Crescent Allocations" attached hereto or in accordance
     with the allocation percentage opposite each TCW/Crescent Lender's name
     under the heading "TCW/Crescent Lender Allocations" on the "Schedule of
     TCW/Crescent Allocations" attached hereto, as the case may be.

4.   The heading of Section 1.B(e) shall be deleted in its entirety and amended
     and restated as follows:

     (e)    TCW/CRESCENT PURCHASERS SUBSEQUENT CLOSINGS.

5.   In Section 1.B(e)(i) of the Agreement, the number "0.0278" shall be deleted
     in its entirety and amended and replaced with the number "0.0537".

6.   In Section 1.B(e)(ii) of the Agreement, the dollar amount of "$6,945,918"
     shall be deleted in its entirety and amended and replaced with the dollar
     amount of "$13,435,226".

7.   In Section 1.B(f)(i) of the Agreement, the number "0.0255" shall be deleted
     in its entirety and amended and replaced with the number "0.0248".

8.   In Section 1.B(f)(ii) of the Agreement, the dollar amount of "$6,381,314"
     shall be deleted in its entirety and amended and replaced with the dollar
     amount of "$6,189,061".

9.   A new Section 1.B(g) shall be added to the Agreement as follows:

     (g)    TCW/CRESCENT LENDERS SUBSEQUENT CLOSINGS.

     (i)    In connection with each Subsequent Closing occurring after the date
     of the Second Amendment, Acknowledgment and Supplement to Unit Purchase
     Agreement, dated as of April 6, 2004 (the "SECOND AMENDMENT"), the
     TCW/Crescent Lenders may, but shall not be obligated to, purchase a number
     of Class B Preferred Units equal to the total number of Class B Preferred
     Units being

                                        2
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     purchased at such Subsequent Closing multiplied by 0.0033 and on the same
     terms and conditions as the GTCR Purchasers; PROVIDED THAT, if the
     TCW/Crescent Lenders choose not to purchase all of the Class B Preferred
     Units it is entitled to purchase at any Subsequent Closing, they may not
     purchase Class B Preferred Units at such Subsequent Closing or at any
     Subsequent Closing thereafter.

     (ii)   In connection with any Subsequent Closing in which the TCW/Crescent
     Lenders do not purchase Class B Preferred Units, the Participating
     Purchasers with respect to such Subsequent Closing shall have the right to
     purchase from the TCW/Crescent Lenders and transferees a number of Common
     Units. The number of Common Units to be purchased hereunder will be
     determined by calculating the amount that the TCW/Crescent Lenders would
     have been entitled to invest had the TCW/Crescent Lenders participated in
     such Subsequent Closing and dividing that amount by $833,286 (i.e., the
     TCW/Crescent Lenders' total committed equity) (the "TCW/CRESCENT LENDERS'
     RATIO"). The TCW/Crescent Lenders' Ratio will then be multiplied by the
     number of Common Units held by the TCW/Crescent Lenders and its transferees
     immediately prior to such Subsequent Closing. Such product will then be
     adjusted to give effect to any change in the Fair Market Value of the
     Company and its Subsidiaries between the date hereof and the date
     immediately preceding such Subsequent Closing before giving effect to such
     Subsequent Closing by dividing such product by the multiple of such
     increase in Fair Market Value of the Company and its Subsidiaries or by 1
     minus the percentage decrease in such Fair Market Value of the Company and
     its Subsidiaries, as the case may be. Such right to purchase in favor of
     the Participating Purchasers (i) must be exercised on the date of the
     Subsequent Closing if the TCW/Crescent Lenders (or their transferees, as
     the case may be) have notified the Purchasers at least three (3) business
     days prior to such Subsequent Closing that they do not intend to
     participate in such Subsequent Closing or otherwise within five (5)
     business days after such Subsequent Closing, (ii) shall not, under any
     circumstances, permit the Participating Purchasers to purchase any Common
     Units held by the TCW/Crescent Lenders or their transferees which were
     initially purchased hereunder by the TCW/Crescent Purchasers pursuant to
     SECTIONS 1.B(b) or 1.B(e) or the TCW Incremental Co-Invest Transactions (as
     defined in the Second Amendment) and (iii) shall, if the Participating
     Purchasers elect to purchase an aggregate number of Common Units under this
     SECTION 1.B(g) greater than the number determined to be available for
     purchase in accordance with the terms of this SECTION 1.B(g), then the
     available Common Units shall be allocated among the Participating
     Purchasers on a pro rata basis consistent with each such Participating
     Purchaser's portion of the investment made pursuant to such Subsequent
     Closing. "Fair Market Value" for purposes of this SECTION 1.B(g) shall be
     the fair market value of all equity of the Company using the methodology
     procedures set forth in the definition of Fair Market Value in SECTION 6
     hereof.

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     (iii)  The purchase price for each Common Unit repurchased pursuant to this
     SECTION 1.B(g) will be $0.10 per unit (each as proportionately adjusted for
     all subsequent unit splits, unit dividends and other recapitalizations).

     (iv)   The closing of the purchase of the Common Units pursuant to this
     SECTION 1.B(g) shall take place on the date designated in a notice given to
     the TCW/Crescent Lenders in accordance herewith, which date shall not be
     more than 30 days nor less than five days after the delivery of such
     notice. Each Participating Purchaser will pay for the Common Units to be
     purchased by it by a check or wire transfer of immediately available funds.
     The Participating Purchasers will be entitled to receive customary
     representations and warranties from the sellers regarding such sale and to
     require that all sellers' signatures be guaranteed.

10.  The PURCHASER NOTICE SCHEDULE attached to the Agreement shall be replaced
     and superseded in its entirety by the PURCHASER NOTICE SCHEDULE attached
     hereto.

                               PURCHASE PROVISIONS

11.  Immediately following the consummation of the Acquisition, subject to the
     terms and conditions set forth herein, for an aggregate purchase price of
     $4,380,787, the TCW/Crescent Purchasers shall purchase from the GTCR
     Purchasers and GTCR Capital Partners, and the GTCR Purchasers and GTCR
     Capital Partners shall sell to the TCW/Crescent Purchasers, the following
     Securities: (i) the TCW/Crescent Purchasers shall purchase from GTCR Fund
     VIII, and GTCR Fund VIII shall sell to the TCW/Crescent Purchasers,
     3,454.338 Class B Preferred Units at a price of $1,000 per unit PLUS the
     Class B Unpaid Yield thereon (as defined in the LLC Agreement) and
     1,127,455 Common Units at a price of $0.10 per unit; (ii) the TCW/Crescent
     Purchasers shall purchase from GTCR Fund VIII/B, and GTCR Fund VIII/B shall
     sell to the TCW/Crescent Purchasers, 606.220 Class B Preferred Units at a
     price of $1,000 per unit PLUS the Class B Unpaid Yield thereon and 197,863
     Common Units at a price of $0.10 per unit; (iii) the TCW/Crescent
     Purchasers shall purchase from GTCR Co-Invest, and GTCR Co-Invest shall
     sell to the TCW/Crescent Purchasers, 18.437 Class B Preferred Units at a
     price of $1,000 per unit PLUS the Class B Unpaid Yield thereon and 6,018
     Common Units at a price of $0.10 per unit; and (iv) the TCW/Crescent
     Purchasers shall purchase from GTCR Capital Partners, and GTCR Capital
     Partners shall sell to the TCW/Crescent Purchasers, 109.980 Class B
     Preferred Units at a price of $1,000 per unit PLUS the Class B Unpaid Yield
     thereon and 35,896 Common Units at a price of $0.10 per unit. The aggregate
     amount of Securities which the TCW/Crescent Purchasers are collectively
     purchasing pursuant to the foregoing shall be allocated among the
     TCW/Crescent Purchasers in accordance with the allocation percentage
     opposite each TCW/Crescent Purchaser's name under the heading "TCW/Crescent
     Purchaser Allocations" on the "Schedule of TCW/Crescent Allocations"
     attached hereto. The transactions described in this Section 11 are referred
     to herein as the "TCW INCREMENTAL CO-INVEST TRANSACTIONS".

12.  The closing of the TCW Incremental Co-Invest Transactions (the
     "SUPPLEMENTAL CLOSING") shall occur immediately following the consummation
     of the Acquisition and

                                        4
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     simultaneous with the effectiveness of the amendments described in this
     Amendment and Supplement. At the Supplemental Closing, the GTCR Purchasers
     and GTCR Capital Partners shall deliver to the TCW/Crescent Purchasers the
     unit certificates evidencing the Class B Preferred Units and Common Units
     to be purchased by the TCW/Crescent Purchasers upon payment of the purchase
     price thereof by wire transfer of immediately available funds to such
     account as designated by the GTCR Purchasers and GTCR Capital Partners, as
     applicable.

13.  As of the date of this Amendment and Supplement, each of the GTCR
     Purchasers and GTCR Capital Partners is the holder of record and owns
     beneficially the number of Class B Preferred Units and Common Units being
     sold by such Person to the TCW/Crescent Purchasers at the Supplemental
     Closing (such Person's "APPLICABLE SECURITIES"). Other than the transfer
     restrictions set forth in the Transaction Documents, each of the GTCR
     Purchasers and GTCR Capital Partners owns its Applicable Securities free
     and clear of all liens, pledges, voting agreements, voting trusts, proxy
     agreements, security interests, or encumbrances of any kind (collectively,
     "LIENS"). Upon the consummation of the TCW Incremental Co-Invest
     Transactions, the TCW/Crescent Purchasers will receive good and valid title
     to such Person's Applicable Securities, free and clear of all Liens other
     than as provided pursuant to the Transaction Documents and applicable
     securities laws.

14.  Each of the TCW/Crescent Purchasers hereby represents that it is acquiring
     the Class B Preferred Units and Common Units pursuant to the TCW
     Incremental Co-Invest Transactions for its own account with the present
     intention of holding such securities for purposes of investment, and that
     it has no intention of selling such securities in a public distribution in
     violation of the federal securities laws or any applicable state securities
     laws. Each of the TCW/Crescent Purchasers agrees and acknowledges that the
     Class B Preferred Units and Common Units purchased at the Supplemental
     Closing shall be deemed "Securities" under the Agreement.

                               GENERAL PROVISIONS

15.  Except for the changes noted in Sections 1 through 10 above, the Agreement
     shall remain in full force and effect and any dispute under this Amendment
     and Supplement shall be resolved in accordance with the terms of the
     Agreement, including, but not limited to, Section 7.L thereof (Governing
     Law).

16.  All representations and warranties contained herein or made in writing by
     any party in connection herewith shall survive the execution and delivery
     of this Amendment and Supplement and the consummation of the transactions
     contemplated hereby, regardless of any investigation made by a Purchaser or
     on its behalf.

17.  This Amendment and Supplement may be executed in any number of counterparts
     (including by means of facsimiled signature pages), which shall together
     constitute one and the same instrument.

                                   * * * * * *

                                        5
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     IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment,
Acknowledgment and Supplement to Unit Purchase Agreement on the date first
written above.

                                        PRESTIGE INTERNATIONAL HOLDINGS, LLC

                                        By:    /S/ PETER J. ANDERSON
                                              ------------------------------
                                        Name:   Peter J. Anderson
                                              ------------------------------
                                        Title:  Chief Financial Officer
                                              ------------------------------

                                        GTCR FUND VIII, L.P.

                                        By:   GTCR Partners VIII, L.P.
                                        Its:  General Partner

                                        By:   GTCR Golder Rauner II, L.L.C.
                                        Its:  General Partner


                                        By:  /S/ DAVID A. DONNINI
                                           ---------------------------------
                                        Name: David A. Donnini
                                        Its:  Principal

                                        GTCR FUND VIII/B, L.P.

                                        By:   GTCR Partners VIII, L.P.
                                        Its:  General Partner

                                        By:   GTCR Golder Rauner II, L.L.C.
                                        Its:  General Partner


                                        By:  /S/ DAVID A. DONNINI
                                           ---------------------------------
                                        Name: David A. Donnini
                                        Its:  Principal

                                        GTCR CO-INVEST II, L.P.

                                        By:   GTCR Golder Rauner II, L.L.C.
                                        Its:  General Partner


                                        By:  /S/ DAVID A. DONNINI
                                           ---------------------------------
                                        Name: David A. Donnini
                                        Its:  Principal

   [SIGNATURE PAGE TO SECOND AMENDMENT, ACKNOWLEDGMENT AND SUPPLEMENT TO UNIT
                               PURCHASE AGREEMENT]

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                                        GTCR CAPITAL PARTNERS, L.P.

                                        By:   GTCR Mezzanine Partners, L.P.
                                        Its:  General Partner

                                        By:   GTCR Partners VI, L.P.
                                        Its:  General Partner

                                        By:   GTCR Golder Rauner, L.L.C.
                                        Its:  General Partner

                                        By:  /S/ DAVID A. DONNINI
                                           ---------------------------------
                                        Name: David A. Donnini
                                        Its:  Principal

                                        TCW/CRESCENT MEZZANINE
                                        PARTNERS III, L.P.
                                        TCW/CRESCENT MEZZANINE TRUST III
                                        TCW/CRESCENT MEZZANINE
                                        PARTNERS III NETHERLANDS, L.P.,
                                        each in its capacity as both a
                                        TCW/Crescent Purchaser and
                                        TCW/Crescent Lender hereunder

                                        By:   TCW/Crescent Mezzanine
                                              Management III, L.L.C.,
                                              its Investment Manager

                                        By:   TCW Asset Management Company,
                                              its Sub-Advisor


                                        By:   /S/ TIMOTHY P. COSTELLO
                                           ---------------------------------
                                        Name:  Timothy P. Costello
                                        Title: Managing Director

   [SIGNATURE PAGE TO SECOND AMENDMENT, ACKNOWLEDGMENT AND SUPPLEMENT TO UNIT
                               PURCHASE AGREEMENT]

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                            PURCHASE NOTICE SCHEDULE

IF TO THE GTCR PURCHASERS:

GTCR Fund VIII, L.P.
GTCR Fund VIII/B, L.P.
GTCR Co-Invest II, L.P.
c/o GTCR Golder Rauner II, L.L.C.
6100 Sears Tower
Chicago, IL  60606-6402
Attention:  David A. Donnini and Vincent J. Hemmer

WITH A COPY TO:

Kirkland & Ellis LLP
200 East Randolph Drive
Chicago, IL  60601
Attention:  Stephen L. Ritchie, P.C.

IF TO GTCR CAPITAL PARTNERS:

c/o GTCR Golder Rauner II, L.L.C.
6100 Sears Tower
Chicago, IL  60606-6402
Attention:    Barry R. Dunn

WITH A COPY TO:

Kirkland & Ellis LLP
200 East Randolph Drive
Chicago, IL  60601
Attention:    Kevin R. Evanich, P.C. and Christopher J. Greeno

IF TO THE TCW/CRESCENT PURCHASERS:

TCW/Crescent Mezzanine Partners III, L.P.
TCW/Crescent Mezzanine Trust III
TCW/Crescent Mezzanine Partners III Netherlands, L.P.
c/o TCW/Crescent Mezzanine, L.L.C.
200 Crescent Court, Suite 1600
Dallas, Texas  75201
Attention:  Timothy P. Costello
Telecopier No.:  (214) 740-7382

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WITH A COPY TO:

Gardere Wynne Sewell LLP
3000 Thanksgiving Tower
1601 Elm Street
Dallas, Texas  75201
Attention:  Gary B. Clark
Telecopier No.:  (214) 999-4667

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                      SCHEDULE OF TCW/CRESCENT ALLOCATIONS

<Table>
<Caption>
TCW/CRESCENT PURCHASER                        TCW/CRESCENT PURCHASER ALLOCATIONS
-------------------------------------------   ----------------------------------
<S>                                                                     <C>
TCW/CRESCENT MEZZANINE PARTNERS III, L.P.                               83.5667%

TCW/CRESCENT MEZZANINE TRUST III                                        13.0190%

TCW/CRESCENT MEZZANINE PARTNERS III
NETHERLANDS, L.P.                                                        3.4143%

<Caption>
TCW/CRESCENT LENDER                           TCW/CRESCENT LENDER ALLOCATIONS
-------------------------------------------   ----------------------------------
<S>                                                                     <C>
TCW/CRESCENT MEZZANINE PARTNERS III, L.P.                               83.5667%

TCW/CRESCENT MEZZANINE TRUST III                                        13.0190%

TCW/CRESCENT MEZZANINE PARTNERS III
NETHERLANDS, L.P.                                                        3.4143%
</Table>